CHESTER, W. Va & RENO, Nev.--(BUSINESS WIRE)--MTR Gaming Group, Inc. (NasdaqGS: MNTG) (“MTR”) announced that, at its
special meeting of stockholders held today, a majority of the
outstanding shares of MTR’s common stock voted to approve the merger
agreement (the “Merger Agreement”) with Eldorado HoldCo LLC (“Eldorado”).

“We are pleased with the outcome of today’s special meeting, and I want
to thank our stockholders for approving the merger agreement,” said
Joseph L. Billhimer, President and Chief Operating Officer of MTR Gaming
Group, Inc. “We believe upon closing of the mergers that the new
Eldorado will create greater long-term value for all stakeholders
through an expanded and diversified gaming portfolio across the country.”

“Today’s approval of the merger agreement is a key milestone toward
completing the merger of Eldorado and MTR,” said Gary Carano, President
of Eldorado Resorts LLC, who will become Chairman of the Board and Chief
Executive Officer of the combined company following closing. “When
completed, this transaction will create a new gaming company with a
diversified portfolio and the financial flexibility to capitalize on
future growth opportunities. It is an exciting time for Eldorado and
MTR, our collective team members, stakeholders and valued customers, and
we are looking forward to our combined future.”

As previously announced, MTR, Eldorado and certain of their affiliates
entered into a Merger Agreement, pursuant to which MTR and Eldorado will
become wholly-owned subsidiaries of Eclair Holdings Company (“ERI”),
which will be renamed “Eldorado Resorts, Inc.” The final approval from
MTR stockholders satisfies one of the conditions to the proposed
transaction. The proposed combination has been approved by West Virginia
and Louisiana and remains subject to certain conditions and approvals,
including final regulatory approvals from gaming regulators in Nevada,
Ohio and Pennsylvania, registration and listing of ERI shares and
customary closing conditions.

About MTR Gaming Group, Inc.

MTR Gaming Group, Inc. is a hospitality and gaming company that through
subsidiaries owns and operates Mountaineer Casino, Racetrack & Resort in
Chester, West Virginia; Presque Isle Downs & Casino in Erie,
Pennsylvania; and Scioto Downs in Columbus, Ohio. For more information,
please visit www.mtrgaming.com.

This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on current expectations of
management of MTR and Eldorado and are subject to uncertainty and
changes in circumstances. These forward-looking statements include,
among others, statements regarding the expected benefits of a potential
combination of MTR and Eldorado, including the expected effect of the
merger on MTR’s and Eldorado’s financial results and profile (e.g., free
cash flow, earnings per share and Adjusted EBITDA); the anticipated
benefits of geographic diversity that would result from the merger and
the expected results of MTR’s and Eldorado’s gaming properties;
expectations about future business plans, prospective performance and
opportunities; required regulatory approvals and the expected timing of
the completion of the transaction. These forward-looking statements may
be identified by the use of words such as “expect,” “anticipate,”
“believe,” “estimate,” “potential,” “should”, “will” or similar words
intended to identify information that is not historical in nature. The
inclusion of such statements should not be regarded as a representation
that such plans, estimates or expectations will be achieved. There is no
assurance that the potential transaction will be consummated, and there
are a number of risks and uncertainties that could cause actual results
to differ materially from the forward-looking statements made herein.
These risks and uncertainties include (a) the timing to consummate a
potential transaction between MTR and Eldorado; (b) the ability and
timing to obtain required regulatory approvals (including approval from
gaming and horse racing regulators) and satisfy or waive other closing
conditions; (c) the possibility that the mergers do not close when
expected or at all or that the companies may be required to modify
aspects of the mergers to achieve regulatory approval; (d) the ability
of MTR and Eldorado to promptly and effectively integrate their
respective businesses; (e) the requirement to satisfy closing conditions
to the mergers as set forth in the merger agreement; (f) the outcome of
any legal proceedings that may be, or have been, instituted in
connection with the transaction; (g) the ability to retain certain key
employees of MTR or Eldorado; (h) that there may be a material adverse
change affecting MTR or Eldorado, or the respective businesses of MTR or
Eldorado may suffer as a result of uncertainty surrounding the
transaction; (i) the risk factors disclosed in MTR’s filings with the
Securities and Exchange Commission (the “SEC”), including its Annual
Report on Form 10-K for the year ended December 31, 2013, which MTR
filed on March 14, 2014, and (j) the risk factors disclosed in the Proxy
Statement/Prospectus mailed to MTR stockholders on or about June 18,
2014. Forward-looking statements reflect MTR’s and Eldorado’s
management’s analysis as of the date of this release, even if
subsequently made available by MTR or Eldorado on their respective
websites or otherwise. MTR and Eldorado do not undertake to revise these
statements to reflect subsequent developments, except as required under
the federal securities laws. Readers are cautioned not to place undue
reliance on any of these forward-looking statements.